StartApp Services and SDK License Agreement

StartApp Inc. (“StartApp”, “we” or “us”) is a is a mobile media and data company, which develops and operates an advertising network. We collect, process, use and share data of end users which use our services including our SDK (software development kit). Our data collection and processing practices are described in our end user privacy policy, available at: https://www.startapp.com/policy/privacy-policy/ (“StartApp Privacy Policy”), which is incorporated into this Agreement by reference.

StartApp offers mobile apps developers and owners its SDK (software development kit) which is embedded within mobile apps, and enables StartApp to collect data in regard of the mobile app user and display relevant ads to that user. In addition, StartApp integrates its advertising network with other advertising networks. These other networks may collect and provide “requests” for ads to be displayed over their inventory (mobile apps’ advertising space) and/or may collect and provide proposals (“bids”) of other advertisers to display ads on that inventory. Such system which matches “requests” and “bids” is called RTB (“real time bidding”). StartApp offers its own developed RTB to publishers, advertises and advertisement networks.

We asked for your consent to present you personalized ads because you are using mobile app (or apps) which use our services: mobile app(s) in which our SDK is embed and/or mobile app(s) whose advertising space (inventory) is offered through our RTB (together: “StartApp Services”).

This StartApp Services and SDK License Agreement (“Agreement”) is between StartApp, Inc. (“StartApp”) and the person or entity accessing, installing or using StartApp SDK and/or StartApp Services (“You”). BY DOWNLOADING, INSTALLING, ACCESSING OR OTHERWISE USING THE SDK, YOU ACCEPT THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT INSTALL, ACCESS OR USE STARTAPP SERVICES OR THE SDK.

You can opt out from StartApp Services at any time by contacting us at support@startapp.com.

In any discrepancies between this Agreement and StartApp Privacy Policy, the terms of StartApp Privacy Policy shall prevail.

  1. Grant of License

1.1.     Your License. Subject to the terms and conditions of this Agreement, StartApp grants you a non-exclusive, nontransferable, royalty-free right and license to (a) install the SDK for the purpose of using StartApp Services; and (b) to use StartApp Services for the purpose of receiving personalized advertisements.

1.2.     StartApp License. Subject to the terms and conditions of this Agreement, you grant StartApp an exclusive, royalty-free right and license to use the SDK for the following purposes:

(a)     to serve you personalized advertisements at the mobile app(s) where the respective SDK is embedded or installed.

(b)     subject to and in accordance with the terms of StartApp Privacy Policy (which is incorporated herein by reference) – to collect, process, use and share your data as detailed in StartApp Privacy Policy. Your data will be used throughout StartApp Network, as defined in StartApp Privacy Policy.

Your data will include: (1) your precise location data which is collected by using the permission you grant to the mobile app where StartApp SDK is embedded or installed in (if actually granted); and (2) apps already installed on your mobile device, which is collected by implying a query which asks whether certain apps are already installed in your mobile device (one-way hash representation).

  1. Restrictions on Your Licensed Rights

You hereby agree not to: (a) modify, disassemble, decompile, or reverse engineer any part of the SDK or StartApp Services; (b) copy or otherwise reproduce the SDK, in whole or in part; (c) modify, adapt, alter, translate, or incorporate into or with other software or create a derivative work of any part of the SDK; (d) distribute the SDK or part of it; (e) use the SDK for any purpose other than as permitted under Your License; (f) use StartApp trademarks for any purpose without written permission of StartApp; and (g) use the SDK or StartApp Services in violation of any applicable law or for illegal purpose.

  1. Ownership of Intellectual Property

StartApp SDK or StartApp Services are protected by law, including without limitation the copyright laws of the United States and other countries, and by international treaty provisions. StartApp retains all right, title, and ownership throughout the world in the intellectual property embodied within the SDK or StartApp Services and with its trade names, trademarks, service marks, logos, domain names or other distinctive brand features . Except as stated herein, this Agreement does not grant you any rights to patents, copyrights, trade secrets, trademarks, or any other rights in respect to the items in the SDK or StartApp Services, and all rights not expressly granted are reserved by StartApp.

  1. Support. StartApp is not obligated to provide any technical or other support for the SDK. However, if StartApp chooses to provide any support to you, your use of such Support will be governed by then-current StartApp policies.
  2. Updates; Upgrades; End of Life

5.1.     StartApp may updated or upgrade StartApp SDK or StartApp Services from time to time. Your License, consents and other permissions granted by you to StartApp under this Agreement or otherwise shall apply to any future versions, updates or upgrades of StartApp SDK or StartApp Services.

5.2.     You hereby acknowledge and agree that StartApp is not obliged to provide any upgrades or future versions of the SDK or StartApp Services. StartApp reserves the right to discontinue offering the SDK or StartApp Services, or to modify the SDK or StartApp Services at any time, in its sole discretion. If You are dissatisfied with any aspect of the SDK or StartApp Services, your sole and exclusive remedy is to cease using the SDK or opt out from StartApp Services by contacting us at support@startapp.com.

  1. NO WARRANTY. StartApp services and the SDK are licensed “AS-IS”. you bear all risks associated with using them. StartApp disclaims all warranties: statutory, express or implied, including the warranties of merchantability, fitness for a particular purpose and non-infringement. StartApp provides no express or implied warranties or guarantees with respect to your use of StartApp services and/or the SDK. you may have additional consumer rights under your local laws which this agreement cannot change.
  2. Limitation of Liability. IN NO EVENT SHALL STARTAPP BE LIABLE TO YOU FOR ANY LOST PROFITS OR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES. STARTAPP’S CUMULATIVE LIABILITY HEREUNDER SHALL NOT EXCEED FIVE DOLLARS ($5.00).
  3. Indemnity. To the maximum extent permitted by law, You agree to defend, indemnify, and hold harmless StartApp, its affiliates, and their respective directors, officers, employees, agents and representatives from and against any and all claims, actions, suits, or proceedings, as well as any and all losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees), arising out of or allegedly based (in whole or in part) on: (a) your use of StartApp Services and/or the SDK in violation of this Agreement.
  4. General

9.1.     Term and Termination. This Agreement is effective as long as you use StartApp Services and/or the SDK. StartApp has the right to terminate this Agreement immediately if you fail to comply with any term of this Agreement. Despite anything contained in this Agreement to the contrary, StartApp may, in its sole discretion, terminate, deactivate or suspend access to the SDK at any time. you can terminate this Agreement by (a) opting out from StartApp Services; and (b) removing the SDK(s) from your mobile device.

9.2.     Effect of Termination. Upon termination of this Agreement for any reason: (a) subject to the terms of StartApp Privacy Policy, all rights and licenses granted herein shall expire. Sections 2, 3, 5-9, along with any other provisions that would reasonably be deemed to survive termination, shall survive any termination and/or expiration of this Agreement.

9.3.     Assignment. You will not assign any of your rights or obligations under this Agreement to any person or entity, and any attempt to do so shall be null and void. StartApp may assign it rights under this Agreement to any third party.

9.4.     Dispute Resolution. Each Party agrees to first contact the other Party and attempt to resolve any dispute informally. If the Parties are not able to resolve the dispute informally, and unless otherwise required by a mandatory law, the Parties agree that any claim, dispute or controversy arising out of or in connection with or relating to this Agreement will be governed by the Laws of the State of New York, United States, without regards to its conflict of laws principles, and shall be brought exclusively before the courts of Manhattan, New York.

It is further agreed that: (i) by entering into these General Terms, each of the Parties agree to waiving the right to a trial by jury or to participate in a class action; and (ii) all claims must be brought in the Parties’ individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding and the competent court may not consolidate more than one person’s claims.

9.5.     No Third-Party Beneficiary. This Agreement shall be binding on and inure to the benefit of each of the Parties and their respective successors and assignees. This Agreement is not made for the benefit of any third party who is not a party hereto, and only the Parties hereto or their respective successors and permitted assigns will acquire or have any benefit, right, remedy or claim under or by reason of this Agreement.

9.6.     Severability. In the event any clause of this Agreement is determined to be void or unenforceable by a court of competent jurisdiction, such clause shall be interpreted as necessary to give maximum force to the provisions thereof, and the validity and enforceability of the remainder of this Agreement shall not be affected.

9.7.     Force Majeure. StartApp shall not be liable hereunder for any failure or delay in the performance of its obligations hereunder due to any condition beyond its reasonable control.

9.8.     Changes to this Agreement. This Agreement may be updated by us from time to time. Substantial changes will take effect 30 days from update. Other changes will take effect 7 days from update. If this Agreement is amended to comply with legal requirements, the amendments will become effective immediately. The most up-to-date Agreement as well as any updated to this Policy will be published and will be available in the following link: https://www.startapp.com/startapp-services/.

9.9.     Contact Us. If you have any questions or comments about this Agreement, please contact us via email at: support@startapp.com, or please write to us at: StartApp Inc.; 584 Broadway St. 12th Floor Suite 1206 New York, NY, 10012.

Last update: December 3, 2019